UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
o
Form
N-SAR
o
Form
N-CSR
For
Period Ended:
December
31,
2007
o
Transition
Report on Form
10-K
o
Transition
Report on Form
20-F
o
Transition
Report on Form
11-K
o
Transition
Report on Form
10-Q
o
Transition
Report on Form
N-SAR
For
the
Transition Period
Ended:
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Read
Instruction(on back page) Before Preparing Form. Please Print
or Type.
Nothing
in this form shall be construed to imply that the Commission has
verified
any information contained herein
.
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If
the
notification relates to a portion of the filing checked above, identify the
Item(s) to which the notification relates:
____________________________________________________________________________
_____________________________________
_________________________________________________________
PART
I
REGISTRANT
INFORMATION
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Diguang
International Development Co., Ltd.
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Full
name of Registrant
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Online
Processing, Inc.
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Former
Name if Applicable
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23
rd
Floor, Building A, Galaxy Century Building, No. 3069 Caitian
Road,
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Address of Principal Executive Office
(Street
and number)
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Futian
District, Shenzhen, People’s Republic of China. Post Code:
51826
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City, State and Zip
Code
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PART
II
RULE
12b-25(b) AND (c)
If
the
subject report could not be filed without unreasonable effort or expense and
the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be
completed. (Check box if appropriate.)
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(a)
The
reasons described in reasonable detail in Part III of this form could
not
be eliminated without unreasonable effort or expense;
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X
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(b)
The
subject annual report, semi-annual report, transition report on Form
10-K,
Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof
will be
filed on or before the Fifteenth calendar day following the prescribed
due
date; or the subject quarterly report or transition report on Form
10-Q or
subject distribution report on Form 10-D, or portion thereof, will
be
filed on or before the fifth calendar day following the prescribed
due
date; and
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(c)
The
accountant’s statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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PART
III
NARRATIVE
State
below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR,
or
the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
The
Registrant needs additional time to finalize its financial statements and will
be unable to complete the 2007 annual report on Form 10-K by the initial filing
date of the Form 10-K without unreasonable effort or expense. The Registrant
intends to file the form 10-K as soon as practicable..
The
delay
is caused by the need to consolidate the Company’s historical financial
statements which reflect the financial results of two newly acquired entities,
North Diamond Ltd. and Dongguan Diguang Electronics Science & Technology Co.
Ltd. in 2006 and 2005 respectively, which are related companies under common
control. The Registrant needs to include the financial results in 2006 and
2005
to conform with US GAAP and to give the investors a clearer financial position
of the Registrant.
PART
IV
OTHER
INFORMATION
(1)
Name
and
telephone number of person to contact in regard to this
notification
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Keith
Hor
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86
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755-26611731
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
Have
all
other periodic reports required under Section 13 or 15(d) of the Securities
Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during
the preceding 12 months or for such shorter period that the registrant was
required to file such report(s) been filed? If the answer is no, identify
report(s).
(3)
Is
it
anticipated that any significant change in results of operations from the
corresponding period for the last fiscal year will be reflected by the earnings
statements to be included in the subject report or portion thereof?
x
Yes
o
No
If
so:
attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made. Please see attached explanation.
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Diguang
International Development Co.,
Ltd.
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(Name
of Registrant as Specified in
Charter)
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has
caused this notification to be signed on its behalf by the undersigned thereunto
duly authorized.
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Date:
March
31, 2008
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By:
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/s/ Keith
Hor
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Keith
Hor
Chief Financial
Officer
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Diguang
International Development Co., Ltd.
Form
12b-25
NOTIFICATION
OF LATE FILING
Form
10K
for year ended December 31, 2007
Part
IV
-OTHER INFORMATION
(3)
Significant change in Diguang’s results of operation from 2006.
The
following table illustrates the comparison of results of operation for 2007
and
2006 on the basis that North Diamond Ltd. and Dongguan Diguang Electronics
Science & Technology Co. Ltd were in existence at the beginning of the
respective years.
DIGUANG
INTERNATIONAL
DEVELOPMENT CO., LTD.
INCOME
STATEMENT
(In
US Dollars)
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Year
ended December 31,
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2007
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2006
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(
restated
)
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Revenue
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45,909,256
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34,318,688
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Gross
profit
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7,821,337
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11,191,218
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Net
income(loss)
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(2,905,337)
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1,664,816
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Basic
and diluted
Earnings
(loss) per share
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(0.13)
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0.07
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Weighted
average shares outstanding - basic and diluted
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22,531,384
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22,531,384
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·
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Net
revenues for fiscal year 2007 increased 34% compared to 2006, to
$45.9
million from $34.3 million
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·
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Gross
profit in fiscal year 2007 was $7.8 million, compared to $11.2 million
in
2006; gross margin in 2007 was 17%, compared to 32.6% in
2006.
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·
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The
Company realized a net loss of $2.9 million in fiscal year 2007,
compared
to net income of $1.7 million in year
2006.
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·
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242,300
common shares were repurchased in 2007, at an average price of $1.77
per
share.
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Full
Year 2007 Results
Revenue
for the fiscal year ended December 31, 2007 increased 34% to $45.9 million
from
$34.3 million in 2006, of which revenue generated from North Diamond Ltd.,
the
new manufacturing facilities in Yangzhou, amounted to $8 million and $3.7
million for 2007 and 2006 respectively.
The
increase was primarily attributable to increasing orders of new products by
international customers; increases in the delivery of 7”-10.4” inches of LED
backlight products; an increasing trend of CCFL products above 10.4” replacing
smaller, traditional products; and a generally increasing global demand for
LCD
display technologies.
Moreover,
our new manufacturing facilities from Wuhan Diguang Electronics Co., Ltd.,
located in Central China, had contributed $4 million commencing from the third
quarter in 2007.
Gross
margin for the year ended December 31, 2007 was 17%, compared to a 32.6% gross
margin recorded for the year ended December 31, 2006. The decline in gross
margin is primarily attributable to industry-wide pricing pressures on legacy
products, an inability to transfer pricing pressure to suppliers, and the
Company’s pricing initiatives while introducing new products and its efforts to
capture market share.
The
increase in one-off items and special charges for the year ended December 31,
2007 is as follows:
Bad
debt
allowance was $604,000 for the year ended December 31, 2007, compared to
$259,000 for the prior year. In addition, there was a non-cash impairment
realized in long term investment amounting to $622,000 for the year ended
December 31, 2007.
In
addition, we have incurred $100,000 consultant fee to comply with the
Sarbanes-Oxley 404 requirements and $40,000 due diligence fee in connection
with
the acquisition of Dongguan Diguang Electronics Science &Technology Co., Ltd
in the fourth quarter ended December 31, 2007.
Net
loss
was $2.9 million for the year ended December 31, 2007, compared with $1.7
million net income during 2006. Diluted weighted average earnings (loss) per
share totaled $(0.13) for the year ended December 31, 2007, compared to $0.08
for the year ended December 31, 2006. Earnings per share was negatively impacted
by $0.13 per share due to a significant increase in operating expenses, as
well
as non-cash charges, including impairment loss in long term investment, bad
debt
allowances, inventory write-down and share-based compensation.
At
December 31, 2007, Diguang International Development Co., Ltd. had cash and
cash
equivalents of $1
6.3
million, working capital of $11.8 million, and no long-term debt. Shareholders’
equity was approximately $27.3 million.
Reconciliation
of GAAP Net Income and Earnings Per Share to Non-GAAP Net Income and Earnings
Per Share
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Year
Ended December 31
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2006
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2007
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GAAP
net income/(loss)
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1,665,000
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(2,905,000)
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Inventory
write-down
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545,000
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296,000
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Stock-based
compensation
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2,134,000
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1,206,000
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Bad
debt allowance
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259,000
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604,000
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Impairment
loss
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622,000
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New
manufacturing start-up expenses
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260,000
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Non-GAAP
net income
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4,603,000
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83,000
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GAAP
net income/(loss) per share
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0.08
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(0.13)
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Inventory
write-down
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0.03
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0.01
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Stock-based
compensation
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0.10
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0.05
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Bad
debt allowance
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0.01
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0.03
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Impairment
loss
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0.00
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0.03
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New
manufacturing start-up expenses
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0.00
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0.01
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Non-GAAP
earnings per share - basic and diluted
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0.22
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0.00
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Weighted
average shares outstanding - basic and diluted
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21,383,960
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22,531,384
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